NACD Board Leadership Conference NACD Chapter System NACDonline.org

Evaluating Acquisitions: Best Practices

Classroom
May 10, 2016
Newton, MA


Overview

 

Using the popular Lightning Round format, this program will provide directors with practical advice and guidance about the board's role in the buy side of M&A transactions. What M&A transactions should come to the board, and when? How involved should the board be in the due diligence process? As the parties march towards executing the deal documents, what red flags should the board be alert to? How does the board's involvement and evaluation change if the deal is strategic rather than opportunistic? What happens if the table gets turned during negotiations, and the target company becomes the potential acquirer? Why do deals fail?  Our speakers and moderator have extensive board level buy-side M&A experience. Join us as we discuss these questions, deal mechanics, culture, board responsibility and more.

About our Panel:

Ned MurphyNed Murphy served as Executive Chair of the Board of Directors of Civitas Solutions from January 2014 until December 2015 and as Director since September 2004. Mr. Murphy served as Chief Executive Officer from January 2005 until December 2013. He also served as President from September 2004 until December 2009. Mr. Murphy founded Alliance Health and Human Services, Inc. in 1999 and served as the organization's President and CEO until September 2004. Prior to founding Alliance, he was a Senior Vice President at Tucker Anthony and President and Chief Operating Officer of Olympus Healthcare Group. Mr. Murphy is a former Commissioner of the Massachusetts Department of Youth Services and the Massachusetts Department of Mental Health, and the former Executive Director of the Massachusetts Health and Educational Facilities Authority. Mr. Murphy earned an A.B. from Boston College, and an M.A. and Ph.D in Communications from the University of Massachusetts at Amherst. Civitas Solutions (NYSE: CIVI) is the leading national provider of home and community-based health and human services to must-serve individuals with intellectual, developmental, physical or behavioral disabilities and other special needs. For the fiscal year ended September 2015 the company had $1.4 billion in revenue. The company pursues acquisitions that are consistent with its mission and complement existing operations. From the beginning of fiscal 2009 through September 30, 2015, the company has successfully acquired 50 companies, at an aggregate purchase price of approximately $211 million.

Michael MulrainMichael J. Mulrain has been the CFO at Polar since 1995 and in 2010 also assumed the role of Chief Operating Officer.  Since joining Polar, Mike has been responsible for the completion of over thirty acquisition transactions that resulted in sales growth from $50 million to nearly $500 million and EBITDA growth of more than 500%. The acquisitions included two manufacturing operations and multiple distribution businesses. He also led several major recapitalization transactions comprising over $350 million of debt and equity financing.  Mike oversees all finance, legal, operational, insurance and purchasing functions of the Company and leads the strategic planning efforts of the organization as well. Mike is a graduate of Bentley University became a certified public accountant and worked for 10 years at Deloitte in Boston and then worked in investment banking for five years before joining Polar in 1995. He serves on the boards of several non-profit organizations in the Worcester area and also serves on the corporate board of Kayem Foods in Chelsea, MA.   

Julie BradleyJulie Bradley served as the Chief Financial Officer, Chief Accounting Officer, Senior Vice President and Treasurer of TripAdvisor from October 2011 to November 2015. She oversaw corporate finance, investor relations, accounting, corporate development, human resources and real estate. She served as the Chief Financial Officer of Art Technology Group Inc. from July 2005 to January 2011 when the Company was acquired by Oracle. At Art Technology Group, she was responsible for managing all financial activities, investor relations and global infrastructure. Before that, she served as Vice President of Finance at Akamai Technologies, where she was responsible for directing a wide variety of financial activities, including its successful Sarbanes-Oxley compliance efforts, balance sheet restructuring and its achievement of profitability. Prior to Akamai, Ms. Bradley served for over seven years at Deloitte & Touche LLP, where she served as a Manager specializing in multi-national corporate taxation. She has served as a Director of Wayfair since September 2012 and a Director of Blue Apron since October 2015. She serves as a Trustee for the Judge Baker Children's Program and as a Director of TripAdvisor Charitable Foundation. She served as a Director at Constant Contact until February 2016 when the Company was acquired by Endurance. She also served as a Director at ExactTarget until July 2013 when the Company was acquired by Salesforce. She was named 2010 CFO of the Year Award Honoree by the Boston Business Journal. Ms. Bradley is a Certified Public Accountant and holds a B.A. in Economics from Wheaton College.

About Our Moderator:  

Pamela LenehanPamela F. Lenehan is President of Ridge Hill Consulting, a strategy consulting firm. Previously she spent more than 20 years on Wall Street as a managing director in Investment Banking at Credit Suisse First Boston doing mergers and acquisitions and financings for technology companies. She was also an officer of Oak Industries until it was acquired by Corning, and CFO of a high-tech start-up. Currently, Pam is on three public company boards of directors: Civitas Solutions, where she is the presiding director and a member of the audit and compensation committees; Monotype Imaging, where she chairs the compensation committee and is a member of the audit committee; and American Superconductor where she chairs the audit committee. She is also on the board of directors of The Center for Women & Enterprise where she chairs the nominating and governance committee. Pam is co-chair of the Boston Chapter of Women Corporate Directors, on the advisory board of the American College of Corporate Directors, and a member of NACD and Board Leaders. She has a B.A. in mathematical economics and M.A. in economics, both from Brown University.


Documents

 
  NACDNE May 2016 Summary



Location and Time

 

Newton Marriott Hotel
2345 Commonwealth Avenue
Newton, MA 02466


Program: 7:30 AM - 9:00 AM
Registration Begins 30 minutes prior.



Accreditation

 

2 NACD collaborative credits




Question about this Event?

Contact

NACD New England Chapter

phone: 781-461-2668

fax: 978-462-4979

email: info@nacdne.org